Episode I: Of Friends and Foes
by bjs
Summary: Prue is gone. Things will never be the same for the Charmed ones and who is this mysterious Demoness that wants Phoebe dead and Cole back?


The Underworld ****

Of Friends and Foes

Act I

Scene I

As the torchlight flickers in the underground cavern, the couple sits quietly, afraid to look at each other; afraid of seeing the pain that masks their own. Phoebe Halliwell stands suddenly and starts to pace, "I can't take this much longer, Leo. Where is he? Cole should have been back by now. Something's wrong. The Source must not have agreed to let him warn them." With tears streaming down her face she turns to him, " Was this all for nothing? I'm so sorry, Leo. This is all my fault. If I hadn't come after Cole, I would have been there to help them. I would have….." 

"You would have what, Phoebe," he interrupts her, "been there to die too?" Standing, he crosses the room and takes her by the arms, turning her to him when she attempts to turn away, not wanting to see the pain in his eyes "Listen to me." He demands, "I don't know what happened up there to cause this, but somehow I don't think that you being there would have made any difference. We've got to be strong and keep our heads if we're going to make it through this. Even if the Source does agree to turn back time and let Cole warn them, I don't trust him, Phoebe…"

"Your instincts serve you well, Whitelighter." The demoness had entered the cavern so quietly that neither of the grieving couple had noticed her. As she moved nearer tothe torchlight, they could see her features more clearly. She was hauntingly beautiful, with hair the color of sunlight falling almost to her waist, eyes as blue as sapphires, her voice smooth and sultry, and the black robes she wore did nothing to hide the body of the temptress beneath them. "Now it is time for you to go." With a wave of her hand a blue mist suddenly started to form and surround Leo. Astonished at the intensity of the pull of the mist, he reached for Phoebe and managed to scream "NO!" just as the swirling mist sucked him into the unknown. 

"Leo" Phoebe gasped. Turning to the demoness with fire in her eyes and strength in her voice, which surprised even her, she demanded, "What did you do to him?" 

Laughing as if Phoebe's rage amused her, she walked slowly across the cavern toward the young witch. "Feisty aren't you and so very beautiful. Yes, I can see why Belthazor is so intrigued by you. You need not worry though; I haven't hurt your precious Whitelighter. I merely sent him…home." 

"Cole loves me." Phoebe said adamantly, feeling almost as if she should defend his feelings.

"Oh yes, him too" the demoness drawled, "well, not for long my little witch. The mighty Belthazor will come to his senses soon enough. As for you, well, I'm afraid you won't be around long enough to see it. Such a shame really."

Raising her hand toward Phoebe, her fingertips began to glow. Suddenly a white stream of light started to form and crossed the short distance to Phoebe's chest. Laughing sadistically as the young witch was hurled against the wall and pinned there in pain, "Oh, for all you have done, I plan on making this as slow and painful as possible. You will pay for all the trouble you have caused." 

Scene II

Belthazor held onto the wall of the cavern in order to stand. The two demons at his feet were not so lucky. They had tried to detain him from returning to the surface to warn the sisters. It was too late for them now, he knew. The struggle had been a long one and their fate was sealed. He had no doubt of this. His main objective now was to get to Phoebe. Things had gone terribly wrong. The Source had double-crossed him as he had suspected he would, but now was not the time to dwell on this. Phoebe's life was in danger. Pulling himself erect, he stepped over the body of the demon that had been the last to die. This one had been almost more than Belthazor could handle, but he suspected that their orders had not been to kill him or he might have been the one lying in the pool of blood. No, they were ordered only to detain him, but he doubted thatPhoebe would fair as well. Knowing that only moments could mean life or death, he decided to get to her as quickly as possible.

Scene III

As Leo began to form in the swirling blue mist, he was paralyzed by the sheer destruction of the manor. In places, it was as it had been before, but this time there was a deadly silence that pulled at his soul. Quickly moving through the hall into the living room, he knew instinctively what he would find, but dreaded it nonetheless. As he crossed the room to the gapping hole where the wall should have been, he saw their bodies. Please don't let me be too late, he prayed. 

Leaning over the two women lying there so quietly, he knew immediately that his prayer had not been answered. Prue was gone. He could no longer feel her presence. Turning to his wife, he raised his hand above her body and a white light began to shine. At least he could save her. His thoughts went momentarily to Phoebe and the anguish of losing two sisters almost overcame him. "It's up to you now Cole," he thought. "You are her only hope." 

Piper's eyes began to flutter and slowly opened. She had been so near death herself that it had taken more time than usual for her to recover. Only seconds longer, but to Leo, it seemed like an eternity. He loved her more than he could have ever imagined. She was his life, his soul. He had put her before his duties on so many occasions, but without her he knew that he could not exist. 

"Leo" she whispered weakly "What happened?" As the memories began to slowly come back to her, she turned toward her sister. "Prue," but there was no answer. "Prue," she called again, the fear in her voice evident. 

Leo pulled her into his arms, "I'm so sorry. Piper, I'm so sorry," he uttered through his own tears. "NO" she screamed as she wrenched herself from his arms and threw herself at her lifeless sister's body. "No," she screamed again. Turning to look up at him, "Leo, you fix this," she demanded angrily. 

He had heard these same words only hours earlier, but this time he knew that there was nothing he could do. "Piper, I can't. It's too late." 

"She's not gone. She can't be." With tears streaming down her face she pulled Prue into her arms and began to rock her, as she would have a sleeping child. "Leo, please," she begged. "Please don't let this happen." But looking into his tear filled eyes she knew that it was too late.

Scene IV

As Cole shimmered into the dark cavern he could hear Phoebe's weak screams of pain. The demoness hovering above her looked vaguely familiar to him, but who she was did not concern him at this moment. The only thing that mattered now was how to stop her. Instinctively, he raised his hand. The energy ball that formed flew with expert precision, hitting the demoness directly in her back, sending her flying into the wall and breaking her hold on Phoebe. "Cole," she gasped, trying to fight the pain that racked her entire body. Running to her, he gathered her into his arms. "Cole, what…."

"Not now," he turned to see the demoness beginning to stir "It's not safe. I've got to get you out of here." 

Opening her eyes just in time to see Belthazor's human form, shimmering the witch out of the cavern and to momentary safety, Letor threw her head back, her eyes glowing, and let out a growl that echoed throughout the underworld.

Act II

Scene I

Cole sat with his back against the tree and looked down at the sleeping woman in his arms. He had almost been too late. She was so weak from the pain, that as soon as he had shimmered them into this alternate realm, she had lost consciousness. How long would it take them to find them here, he wondered. At least she was resting more calmly now. 

He had to get her to Leo, but where was he? When he had left to present Phoebe's ultimatum to the Source, he had been with her. Why had he left her there alone and vulnerable? His anger began to flare, but almost immediately, it subsided. He knew in his soul that given the choice Leo would never have left her there to die. Had the demoness destroyed him before she moved onto Phoebe? Again his mind began to focus on her. Who was she? She had been so familiar to him, but yet he couldn't place where he had seen her before. 

As Phoebe began to stir, his thoughts of the demoness quickly faded. 

"Cole" she whispered looking up at the man that she loved. He had saved her. She had known that he would come. When she had been so weak from the torture that she did not think she would survive, she had closed her eyes and saw his face and knew in that instant that he would save her……and he had.

"Phoebe" gently touching her cheek, he jokingly asked, "feeling better" but his eyes gave away his true feelings. He was afraid, afraid for her. He loved her, she had no doubt of this now. The last few weeks had been hard on them. They had been through so much. So many things had worked against them and when he had needed her most, she had doubted him and her doubts had almost cost them both their lives. Smiling up at him, she made a silent vow to herself and to him that this would never happen again. 

"A little," she moaned, the pain in her body still overwhelming to her. "Did you get to them, Cole? Did you warn them?" 

She could feel his body tensing and knew the answer before the words came, "He stopped me, Phoebe. I tried to get to them, but he stopped me. You've got to believe me." He pleaded, as a new wave of pain washed over her face. 

Trying to pull herself free from his arms, "I've got to get to them, Cole. They need me." 

"No, Phoebe," he said pulling her back to him. "You can't go back there now. Not until you're stronger. It's not safe. They'll be looking for you. They'll be looking for us both." His voice had an authority to it that let her know that no amount of arguing would make him change his mind and she was still so weak. "I'll go, but I had to wait to make sure you would be alright here for a little while. Phoebe, I know it's hard for you to talk, but I need to know. What happened to Leo?" 

"The Demoness" she whispered almost inaudibly, "she said she was sending him home." Cole closed his eyes silently thanking the heavens for at least this small mercy.

He didn't want to leave her alone, but he had no choice. He had to find Leo and bring him back to heal her. Her injuries were severe. Another minute and she would have been dead. The thought of what might have been sent a wave of emotions through him the likes he had never known. He had known so many horrors in his life, most of them had been a direct result of his evil, but things were different now. **_He_** was different now, and life without Phoebe was something that he wasn't sure he would be able to take. She was his salvation. No matter what the future held, he would never be the same again; all because of the woman in his arms. No matter the risk he might face, he had to go back. He couldn't lose her. Not now. 

As gently as possible, trying not to hurt her, he lifted her from his lap and placed her in the soft grass beside him. "I'll be back as soon as I can. I promise you." Placing a kiss on her forehead he rose to go. 

"Cole" she reached for his hand stopping his shimmer, "I love you, and I believe you. I believe in you. I just wanted you to know that." 

Taking her hand in his, he brought it to his lips. "I'll be back soon." The last words were spoken as he shimmered away. She closed her eyes and let the welcomed sleep take the pain. 

Scene II

The manor was quiet, deadly quiet. It had been a long night. Leo sat in the chair beside the bed watching his wife. She had drifted into a fretful sleep, but had finally exhausted herself and was sleeping quietly now, for how long he didn't know. He closed his eyes and saw her face again as she had begged him to save her sister. Even worse had been the blank look in her eyes, as he had left to take Prue's lifeless body to the Elders. How could this be happening? How could things have gone so wrong in such a short amount of time? He was so caught up in his thoughts; he almost didn't hear the now familiar sound of Cole's shimmer. 

Instinctively taking in all aspects of his surroundings, Cole immediately knew all was not right. Piper was lying motionless on the bed; the tear stains still visible on her cheeks. Leo sat straight up in his chair, "Is she….?" Cole asked, but unable to finish the sentence. Leo nodded his head, as relief washed over him. He had not been sure of Cole's intentions, but his concern for Piper was evident. "Prue?" Cole questioned. With one look at Leo, he knew the answer. Leaning his head back and closing his eyes tightly to the pain, he took a deep breath. "Phoebe needs you." Leo stood quickly and with a silent acceptance of the demon before him, he knew without a word being spoken that they had now joined in their fight. 

Scene III

The Source's anger was being felt throughout the underworld. "How did this happen?" he roared at the woman before him. 

"We underestimated Belthazor's love for the witch. His determination is strong." She winced, still feeling the effects of the energy ball. 

"Yes," he drawled sadistically. "You knew of his attachment, but you still chose to enjoy your kill, didn't you? Well your pleasure has cost us greatly my dear. Belthazor can not be allowed to continue this path. He must be brought back into the fold before it is too late. You know this, Letor" 

"And I will bring him back." She said with an insolence that made the demons standing guard in the chamber quake in fear. 

The Source slowly sat forward on his throne and growled, "See that you do!" 

Scene IV

As Cole and Leo materialized in the alternate realm where Cole had hidden Phoebe, Leo saw her lying under the tree. She was so pale and lifeless, but he could still sense her presence. He could save her. Cole had been right to bring him so quickly. Kneeling by her side, he held both hands over her body and a white light began to glow. The life had all but been sucked from her. She was lucky to have held on this long. The demoness that had done this to her had been a powerful one, but Leo had known this the moment she had entered the cavern. The energy that she emanated had reached into him, sending a shudder to his very soul. Only the most powerful of demons could have affected him in that manner. It was the same type of power he felt with Belthazor. It was strange though, that he only felt this when Cole was in his demon form. Sometimes he wondered if even Cole knew just how powerful he was. 

Phoebe's stirring broke him from his thoughts. "Hey" he smiled at her. 

"Leo, I was so worried about you." She was still a little weak, but the color was beginning to seep back into her face. She threw her arms around his neck and hugged him to her. 

Cole had been quietly standing by watching her. With all the unspeakable things he had done in his life, he wondered what he had done to deserve her and this second chance at life he had received. 

Releasing Leo and turning to Cole, Phoebe reached for him. Quickly he knelt by her side. Taking his face in her hands, she leaned up and kissed him. "Thank you," she whispered. Closing his eyes, he lowered his head. He couldn't look her in the face, knowing that the happiness that he saw there was soon to fade. "What's wrong," she questioned then looked toward Leo when Cole didn't answer. "Leo, what's wrong?" she demanded as the tears began to form in her eyes. 

"I'll explain everything Phoebe I promise, but right now, we have to get back to Piper." As the meaning of his words slowly registered, she uttered "Prue," The tears flowing silently down her cheeks. 

"No, she can't go back there. It's too dangerous." Cole interrupted them. 

Standing Leo turned to him with a look that would have cowered most men, "That's right Cole and Piper's there alone." 

"Then bring her here." Cole reasoned. "They will both be safe here, at least until we can figure out what to do." 

Momentarily contemplating Cole's suggestion, both men turned toward Phoebe as she stood. "No, I want to go home. Now!" This was not a suggestion, but a command that left no room in their minds where they would soon be. 

Scene V

As soon as they had arrived at the manor, Leo had orbed into the bedroom to check on Piper. She was still sleeping, but not as quietly as she had been before. Deciding that he would rather talk to Phoebe and Cole alone, he went back down to the living room. 

As he entered the room, Cole was handing Phoebe a drink, hoping it would help ease the blow of what was coming, but knowing that it wouldn't. 

"Leo, I need to know what happened. I need to know if I had been here, could I have stopped this." 

Shaking his head he began to tell her the details that had been relayed to him by the Elders. She sat quietly, listening; envisioning the horror that had unfolded only hours earlier. "So you see," he finished, "if you hadn't gone, chances are you would all be dead now." 

In her mind Phoebe could rationalize and understand that what he was saying was true, but in her heart she felt that maybe, just maybe she could have helped and this was a guilt that she would have to live with. "Does Piper know?" she asked blankly. 

"Yes, but…."

"Phoebe" Piper had awakened and finding herself alone had gone in search of her husband, but instead had walked into the living room finding the three of them in deep conversation. Running across the room to her sister, they embraced and the tears began again. "Oh Phoebe, honey, I thought I had lost you too," she cried. 

"Yeah, same here." Phoebe held her tightly knowing only too well how close she had come to loosing her forever. 

Knowing that they needed to be alone together to deal with their grief, and needing to talk with Cole alone, Leo motioned for Cole to follow him as he left the room. As they entered the kitchen, Leo turned to him; "They'll be coming for them, won't they."

"Yes, and we'd better be ready." Cole's voice was so deathly quiet that it sent a chill up Leo's spine. He had seen him in action before, his human side and his demonic side, but he had never seen him like this. Suddenly he was very glad that Cole was on their side. Starting to pace and trying to decide the best course of action, "So what do we do? We can't just sit here and wait for them to show up. The power of three is broken. They're no match for what will be coming and you can't protect them on your own." 

As the sensation began to wash over him he turned and looked at the man across the room from him. Something was changing. He began to feel the surge of power that he had only felt in the presence of Belthazor and the Demoness, but this was Cole not Belthazor; the man who had risked his life for all of them, the man that he knew now, would give his life for all of them. Yes, suddenly he was very glad. 

Act III

Scene I

The dark haired woman stood shrouded in the darkness of the new moon. It was the perfect cover as it gave off virtually no light, but yet she had still seen the demoness as she had shimmered in, as beautiful as ever, and just as deadly. It had been a long time, but the wait was nearly over. This time, she vowed the ending would be different. She owed him that much. 

Quietly, she watched as the demoness standing in front of the house raised her hands and began to chant. It was time. Suddenly she vanished, then reappeared directly behind Letor. "Not this time, Elizabeth" she said. Her voice deadly calm. With a twist of her hand a gray mist began to form around the house until it was completely encircled. 

Letor stood as still as death. She had not been called by that name or heard that voice in over a century, yet she knew it. "He is my son, Lenora. You can not stop me."

"But he should have been mine……" pausing as the memories began to flood over her, then bringing her full attention back to the demoness that she challenged. "I promised his father that I would watch over him and when the time was right, I would bring him over." Leaning into within mere inches of Letor's face, she smiled, "That time is upon us. I know who you are now. _You_ can not fight me." Turning, she began to walk up the steps through the mist toward the manor. Almost as an afterthought, she spoke over her shoulder; "You can go away now. I have a meeting to attend." And with a small movement of her hand, Letor began to vanish, screaming as she did. "This isn't over. I defeated you once. I will again." Lenora smiled and continued up the steps toward the manor. Reaching the door, she paused took a deep breath, then raised her hand and knocked on the door. Moments went by with no answer and as she prepared to knock again. The door slowly opened. A young man with sandy brown hair greeted her suspiciously. 

She smiled at him knowingly. "I'd like to see Cole, please. Tell him an old friend of the family is here."

Scene II

Letor stood before the Source, her anger apparent. "She has returned." Her voice a guttural growl. 

The Source flung back his head with a bellow that shook the walls and all the demons within. "You said you could handle this. Was I wrong to trust you?"

"No," her eyes flashing red "I will destroy her, then Belthazor will be ours." Spinning around to exit the cavern. "Trust me…Father!"


End file.
